UNITED STATES
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HERCULES INCORPORATED
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[The following press release was issued by Hercules Incorporated on July 14,
2003:]
HERCULES CRITICIZES ISP'S LAST MINUTE PLOY
TO ATTEMPT TO GAIN CONTROL
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Wilmington, DE, July 14, 2003 - Dr. William H. Joyce, Chairman and Chief
Executive Officer of Hercules Incorporated (NYSE: HPC), issued the following
statement in response to International Specialty Products Inc.'s (ISP)
announcement earlier today:
"ISP's announced intention to purchase a small number of additional Hercules
shares, which is conditioned on Heyman's handpicked director nominees being
elected to our Board, is simply a last minute campaign ploy by Heyman to try to
gain control of Hercules for his own purposes. Heyman's proposed intention does
not, in my view, recognize the inherent value in Hercules nor does it take into
account the renewed momentum at the Company - as evidenced by our continued
progress in improving financial results and by our closing stock price of $10.99
on July 11, 2003 - or the significant opportunities for growth and increased
value as we continue to build on our solid foundation. Heyman's announcement is
just further evidence of his attempt to gain control of Hercules without
offering a control premium to all shareholders.
Joyce added, "Furthermore, he continues to offer no realistic or credible plan,
and no convincing reason, for shareholders to vote for his nominees. We believe
our shareholders are too sophisticated to be fooled by such transparent,
manipulative tactics."
Earlier today, ISP announced that if dissident director Sam Heyman's nominees
are elected to Hercules' Board at the Company's Annual Meeting on July 25, 2003,
ISP intends to purchase approximately 4.5% of Hercules' outstanding stock in a
tender offer and another 4.5% over the following twelve months.
Hercules urges shareholders to sign, date and return the GOLD Hercules proxy
card voting FOR Hercules' director nominees. Shareholders with questions or in
need of assistance in voting their shares should contact Hercules' proxy
solicitor, MacKenzie Partners, Inc., toll free at (800) 322-2885 or collect at
(212) 929-5500 or via email at proxy@mackenziepartners.com.
# # #
Hercules manufactures and markets chemical specialties globally for making a
variety of products for home, office and industrial markets. For more
information, visit the Hercules website at WWW.HERC.COM.
This news release includes forward-looking statements, as defined in the Private
Securities Litigation Reform Act of 1995, reflecting management's current
analysis and expectations, based on what management believes to be reasonable
assumptions. Forward-looking statements may involve known and unknown risks,
uncertainties and other factors, which may cause the actual results to differ
materially from those projected, stated or implied, depending on such factors
as: ability to generate cash, ability to raise capital, ability to refinance,
the result of the pursuit of strategic alternatives, the outcome of the pending
proxy contest, ability to execute work process redesign and reduce costs,
business climate, business performance, economic and competitive uncertainties,
higher manufacturing costs, reduced level of customer orders, changes in
strategies, risks in developing new products and technologies, environmental and
safety regulations and clean-up costs, foreign exchange rates, the impact of
changes in the value of pension fund assets and liabilities, changes in
generally accepted accounting principles, adverse legal and regulatory
developments, including increases in the number or financial exposures of
claims, lawsuits, settlements or judgments, or the inability to eliminate or
reduce such financial exposures by collecting indemnity payments from insurers,
the impact of increased accruals and reserves for such exposures, and adverse
changes in economic and political climates around the world, including terrorist
activities and international hostilities. Accordingly, there can be no assurance
that the Company will meet future results, performance or achievements expressed
or implied by such forward-looking statements. As appropriate, additional
factors are contained in other reports filed by the Company with the Securities
and Exchange Commission. This paragraph is included to provide safe harbor for
forward-looking statements, which are not generally required to be publicly
revised as circumstances change, and which the Company does not intend to
update.
Media Contact: Investor Contact:
John Riley Allen A. Spizzo
jriley@herc.com aspizzo@herc.com
(302) 594-6025 (302) 594-6491